What Happens in Vegas
by Kirayoshi
Summary: A chance drunken encounter between two lovers and a best friend leads to a night none of them could have imagined, and puts both love and friendship to the test. COMPLETE. KittyPeter, RachelKurt implied. Chapter 2 updated to correct some formatting error
1. The Night Before

Disclaimers: Marvel Comics own them, and I strongly doubt even Joss would do what I'm gonna do to them.

Rating: R.

Spoilers: None. This is kinda out of continuity. Actually, it's way out of continuity. You can't even call continuity from here without roaming charges.

Summary: The first chapter takes place before Jeremy Harper's 'And Peter Woke Up'. The rest takes place after. A chance drunken encounter between two lovers and a best friendleads to a night none of them could have imagined, and puts both love and friendship to the test. Much gratitude heaped upon Jeremy Harper for his feedback.

What Happens in Vegas

by Kirayoshi

_"Let's dance in style, lets dance for a while  
Heaven can wait we're only watching the skies  
Hoping for the best but expecting the worst  
Are you going to drop the bomb or not? _

Let us die young or let us live forever  
We don't have the power but we never say never  
Sitting in a sandpit, life is a short trip  
The music's for the sad men

Can you imagine when this race is won  
Turn our golden faces into the sun  
Praising our leaders we're getting in tune  
The music's played by the mad men

Forever young, I want to be forever young  
do you really want to live forever, forever and ever  
Forever young, I want to be forever young  
do you really want to live forever? Forever young…"  
--Alphaville

_"Forever Young"_

Chapter one

The Night Before

"Ladies and gentlemen," Kurt announced, tapping at his champagne glass with the tip of his tail to gain the attention of the other party guests, who quieted down to listen. "The first time I saw either Ororo or Logan was when the Professor first gathered us to form the core of his new team of X-Men. Since then, I've had the honor of calling them two of my closest friends. And tonight, with their announcement this week of their engagement," he smiled as Logan gallantly took Ororo's slender hand in his calloused hand and lifted her knuckle gently to his lips, "I just want to say, and I believe I speak for all of us, that while you are not the most likely of couples I've ever known, I'd be hard-pressed to imagine a more loving couple. A toast to the happy couple, from 'Fiddler on the Roof'," he announced as everyone else raised their glasses; "It takes a wedding to make us say, 'Let's live another day,' Drink, L'chai-im, TO LIFE!"

A rain of glass against glass jingled through the air for a second, as the assembled X-Men cheered the happy couple. Ororo and Logan simply nodded, accepting their well wishes and congratulations. Jubilee, partly as a joke, slipped her new Polyphonic Spree CD in the stereo, and Logan and Ororo, later joined by other couples, began to dance together to the trance-pop tracks in the spacious living room of the Xavier mansion. Rogue and Remy clung tightly to each other, the power damper she wore around her neck protecting him from her absorption powers, while Peter and Kitty happily spun around, reveling in their easy closeness and open affection for each other. Scott and Emma stood side by side and watched, and Rachel Grey, again the wallflower, regarded the icy posture Emma had displayed throughout the party with a jaundiced eye; clearly she and Scott were arguing about something. While they remained in close proximity, they hadn't touched each other once during the evening. She regarded the chilly couple briefly, then moved on.

After their turn on the dance floor, Peter and Kitty briefly visited the open bar, before retreating to a nearby sofa where they instantly assumed their preferred position. Kitty almost instinctively curled up next to the Russian artist, sipping a tumbler of single malt scotch while Peter nursed a shot of Stolichnaya. Kitty caught Rachel's eye as she passed Scott and Emma. "Hey, Red," Kitty grinned. "Enjoying a little shadenfreude?"

Rachel glanced toward Kitty, a puzzled expression on her brow. "Shadenfreude?"

"It's a German word," Peter explained. "Kurt once said that it means 'taking pleasure from the misfortunes of others'."

"Geez," Rachel huffed. "Makes me look all shallow."

"Don't worry about it," Kitty dimpled as she smiled, "we're all guilty of it once in a while."

"If you say so," Rachel nodded as she glanced back toward her 'father', who had now chosen to be at the opposite side of the room from Emma. The school's headmistress, for her part, stood coldly against the wall, inhaling her vodka martini. _And thus Jean is avenged,_ Rachel thought with cold satisfaction. Maybe a little shadenfreude wasn't such a bad thing.

"So," Rachel regarded the easy public intimacy Peter shared with his girlfriend. "Any chance of you two having a party like this in the near future?"

Kitty glanced upward at Peter, who shrugged slightly. "Maybe," Kitty admitted. "We're taking things on a 'one day at a time' basis right now. No rush." Peter nodded wholeheartedly at her sentiment.

"Okay," Rachel replied dubiously. "I just wondered when Peter would make an honest woman out of you."

Peter and Kitty glared at Rachel, but not angrily. "It has always my experience," Peter announced, "that Katya has never been less than an honest woman."

"Oops, my bad," Rachel shook her head defensively, as her eyes trailed furtively toward her teammate Kurt, who was regaling Hank, Bobby and anyone else who cared to listen with tales of his most recent exploits. "I didn't mean to insult. I just care about your happiness, Kitty. Uh, you guys have fun, I'm gonna be, uh, not here now." She started to turn away, but Kitty sat up and reached for her. "Hey, Rae, hang with us."

"I dunno, Kitty," Rachel hesitated. "You two seem pretty wrapped up in each other. I wouldn't want to be a fifth wheel."

"Not at all, Rachel," Peter boomed happily. "Between your assignments with the XSE and Katya's and my teaching schedules, we've hardly had any time together since my--" he paused, trying to find the apt term, "return. Seeing that the majority of the students are on Spring Break, and the XSE seems to be quiet lately, now would be the perfect time for us to touch bases."

Rachel stood stiffly, her hand grasping an empty highball glass, her eyes riveted to Kurt as he watched his long-time best friend Logan dancing with Ororo. "Thanks for the invite," Rachel shook her head, "but I think I'll mingle instead. See how Dad's doing. Hey Kitty, how about we have lunch tomorrow, just the two of us?"

"Sure," Kitty smiled. "I know this little deli that just opened up in Salem Center. They have the best Chicago-style pizza outside of Dearborn Street."

"It's a date, Kit," Rachel answered, glancing at her empty glass. "Well, I'm going to get a refill. You two have fun. See ya around, girlfriend." She smiled and waved as she turned toward the open bar.

Kitty pursed her lips in thought, which immediately attracted her boyfriend's attention. "Something wrong, Katya?" he asked gently.

"She wasn't smiling 'cause she meant it," Kitty observed, a tinge of melancholy coloring her voice. "That smile was for my benefit. Oh, yeah, she's got it bad."

"What has she got?" Peter asked, puzzled.

Kitty swatted his arm playfully with her free hand. "Doofus," she snorted, but not unkindly, "she's got it bad for Kurt. Look at her, she's been sneaking glances at Fuzzy-Elf all night, and now she's making cow-eyes at him."

Peter stole a surreptitious glance at the young red-haired telepath. Her attention did seem to be occupied by the dapper, indigo-furred German, her eyes glazing over as she appraised Kurt's form. Peter had to admit that Kurt could fill out a tuxedo quite effectively. Remove the fine blue fur, the yellow eyes, the splayed feet and the devil's tail that coiled behind his back, and Kurt Wagner could easily pass for Fred Astaire. With his natural acrobatic skill, he could easily match the famed entertainer for grace and poise. The fact that he was a notorious film-buff who, in all likelihood, has committed to memory every Fred Astaire film performance in existence would only make the illusion more convincing.

"I fail to see the problem, Katya," Peter commented, sipping his vodka. "They are both consenting adults, both unattached, and their age difference isn't too extreme. Certainly not as wide a gulf as existed between you and Wisdom."

"Peter," Kitty scowled, swatting his arm again, "I thought we had an understanding that we wouldn't bring up our past romantic liasons while we were being intimate. Right now, I'd just as soon not think about the spy who shagged me."

"A thousand pardons, fair one," Peter nuzzled his face into Kitty's hair, gently nipping her earlobe with petal-soft kisses, which proceeded to melt Kitty out of her mild funk. Kitty turned her head to capture his mouth with her own, and their lips simply lingered together in a slow languid kiss, as Peter's hands slowly drifted up and down the sides of her ribcage through her red halter top.

"I'll corner her at lunch tomorrow," Kitty sighed, her body relaxing under Peter's ministrations. "Get her to open up, and hopefully light a fire under her ass. I think she's worried that Kurt still has a thing for Ororo. I guess he and 'Ro were kind of close, before she and Logan got together."

"Perhaps," Peter nodded, his voice soft and thoughtful. "Just don't try to push her too hard, my love. I remember for a while, shortly after your return from Japan, when Illyana tried to push us back together after our break-up. Not very subtly, as I recall."

"Hey, in retrospect, she was right, wasn't she?" Kitty asked with mock-innocence, as she drained the last of her scotch in one gulp. "I mean, look at us now."

"Ah, and how much sooner might that happy moment have arrived," Peter asked, his voice raised in triumph, "had my dear sister left us to our own devices to reunite naturally?" He raised his eyebrow, challenging Kitty to deny his suggestion.

Kitty harrumphed attractively, before handing her glass to Peter. "Just for that, Mr. Know-it-all, you can refill my glass. Scotch, please." She lifted herself reluctantly away from Peter's side.

Peter accepted the glass in one hand and took the vodka glass with his other hand. "I shall return anon, milady," he bowed gallantly.

"I'll keep your place warm," Kitty smiled seductively.

* * *

Four hours later, Emma glanced at the happily inebriated couple as they cuddled together on the couch, sharing a long slow kiss. The rest of the revelers had already either retired, or left for other locations to celebrate privately. The blond headmistress of the Xavier School for Gifted Youngsters regarded Peter and Kitty with an imperious air and smirked sardonically. "I think we'll just leave this mess for tomorrow," she announced, not expecting an answer from the oblivious pair. "I'm going to bed now. I suggest that you two do the same." Kitty and Peter ignored her entirely, still lost in their kiss. "Oh come up for air, will you?" she huffed. Still not receiving an answer, she shrugged her shoulders. "Good night," she sighed as she turned toward the stairs.

"G'night, you ol' bag," Kitty giggled as she pulled her face away from Peter's. Emma stopped briefly, and Kitty for a second could swear that she could hear Emma's teeth grinding. Without another word, Miss Frost ascended the stairway and made her way to her bedroom.

"I thought she'd never leave," Kitty grinned hugely, before returning her attention to Peter's lips.

"You, Katya," Peter spoke in slurred tones, his lips moving against Kitty's, "are drunk." Observing the empty glasses on the end-table beside Kitty, he had to concede that they had both imbibed heavily. He himself could feel the pleasant effects of the Stoli he had quaffed, his inhibitions relaxing.

Kitty lifted her head, her eyes flashing a mischievous fire. "I am not drunk, Peter Nickle-pitch Rasp-p-putin," she stammered, poking Peter's chest.

"You are too drunk, Katya Pryde," Peter exclaimed a trifle loudly. "And I know this b'cause I'm drunk. And you drank as much as I did. And I weigh twice as much as you do, so the alcohol probably affects you faster."

"Hmm…" Kitty pondered Peter's argument for a moment. "How about 'buzzed'? We're buzzed, how's that?"

"Buzzed is good," Peter accepted his girlfriend's logic. "Buzzed is nice. Quite nice…" He lifted his head to gaze again into Kitty's warm hazel eyes. The familiar caramel-charcoal color was tinged with a reddish warmth, almost a pure heat, that slowly darkened from her earlier mischief to pure lust. Peter felt drawn to that heat. He wished for nothing more than to burn in her fire.

Kitty felt a similar burning as she gazed up into Peter's Carribean-blue eyes, seeing the same glow of desire that Peter saw in hers. For over a year, since she found Peter locked in the bowels of Ord's laboratory-prison, they had tap-danced around the question of their emotions for each other, neither one wanting to be the first to risk their heart by admitting their love. Since his rescue, Peter had been more self-enclosed and taciturn; shrugging off the efforts of his teammates to reach out to him, even Kitty. Especially Kitty, he was forced to admit to himself; given their roller-coaster relationship in the past, the last thing he wanted to do was hurt her again.

It was several months later, during a harrowing encounter with the resurrected madman Apocalypse, when the immortal mutant conqueror and his newly minted Horsemen nearly succeeded in slaughtering the X-Men, when the walls Peter had so meticulously erected fell down. The stark realization of how close Peter and Kitty came to truly losing each other forever, especially after being reunited against impossible odds, prompted the two of them to truly communicate for the first time since his return. For the first time since he was free from Ord's bondage—no, he admitted to himself, for the first time since the young Illinois girl first entered his life and proceeded to turn it upside down—Peter and Kitty truly talked to each other, no longer hiding their emotions from themselves or each other. They had sat together on Peter's bed long into the night, confiding their dreams and desires, their gravest fears and most cherished memories.

At one point during that night, Kitty surprised Peter by leaning forward without warning and kissing him softly on the mouth, and Peter didn't pull away; it simply felt right. He hadn't realized how deeply he missed her, loved her, needed her, until this very moment when they were truly together. He both cursed his foolishness at trying to distance himself from her, and celebrated the providence that allowed him another chance with her. They didn't make love that night…that would come a few weeks later, and not infrequently after that…but they held each other closely, exchanging heated kisses and words of love before she fell into a contended sleep, snuggling into his arms. Before sleep would claim himself, Peter swore—by God, by the White Wolf, by whatever cosmic force brought them back together—that he would never forsake his beloved Katya again.

"What is it, Peter?" Kitty asked as she noticed the smoldering desire in his blue eyes.

"Yes, buzzed is very…very…nice…" he murmured as he lowered his face, reclaiming her lips with a smoldering kiss. Where their kisses during the party had been affectionate and playful, this one was insistent, needy. Kitty matched Peter's desire, her mouth opening, her tongue slowly extending to meet Peter's. With a surge of gentle strength, Peter suddenly pushed Kitty back on the sofa and leaned over her, his arms supporting his weight as his body hovered over Kitty's.

"Why Peter," Kitty giggled. "If I didn't know any better, I'd say you were trying to seduce me."

"I assure you, Katya," Peter responded in a poor show of feigned innocence, "my intentions are purely honorable."

Kitty regarded Peter with an almost feral gleam. "Too bad," she purred in a voice husky with desire as she snaked her arms around Peter's lower back, her hands slowly reaching his buttocks. "Because my intentions toward you right now are decidedly wicked…" Before Peter could reply, she fused her lips to his in a searing kiss.

After several seconds of delicious heat spreading between their bodies, Peter tore his head away long enough to regard Kitty with a growl that reminded her of a wolf (_The White Wolf, maybe? _she wondered absently) before scooping her small frame in his broad arms and lifting her easily off of the sofa. Kitty whooped merrily as she draped her arms around his shoulders to steady herself. "Upon reflection, Katya," he laughed as he staggered out of the living room and toward his bedroom, "I believe that I like your idea better." He suddenly stopped midway through the hall, turning around for a moment. "Uh, where is my bedroom again?"

"Upstairs," Kitty replied helpfully, nipping at Peter's earlobe, causing him to shudder with each contact. "But mine is down here. A lot closer."

"Good point," Peter admitted.

"And if we don't find a bed soon," Kitty warned Peter in an oddly sing-song tone, "I'm gonna end up tearing off your clothes and gettin' bih-zay with you right here in the hallway."

"Very good point," Peter conceded, glancing around again, locating her bedroom door.

He clumsily tried to reach the doorknob without dropping Kitty, but found opening the door while carrying a squirming load in his arms a tricky proposition. Kitty chuckled briefly and then concentrated for a second, triggering her mutant power to phase herself and Peter, rendering them both intangible. When Peter next moved toward the door, their bodies slid effortlessly through the molecular structure of the wooden door. With a gasp of surprise, he twisted as he stumbled into her room, his body solidifying again as Kitty turned off her power once they were clear. The sudden entrance jarred his already vodka-impaired sense of balance, causing Peter to stumble wildly and land on top of Kitty's bed, with Kitty's body sprawled on top of his, their limbs entangled haphazardly.

The two lovers started laughing giddily, their bodies convulsing reflexively against each other, slowly stoking their ardor. Finally the wave of mirth cleared, only to be replaced by a greater wave of desire. Kitty lifted her body, her knees straddling Peter's waist, and took in the site of his eyes regarding her with unbridled lust, and knowing that the lust in her eyes mirrored his. "Let's get it on, Big Guy," she groaned throatily as her fingers slid around the top button of Peter's collar, caressing the skin underneath as she slowly unbuttoned his shirt. Peter smiled goofily, knowing that, whatever hangover he would suffer tomorrow, tonight would more than make up for it.

* * *

"He loves me…he loves me not…" Rachel regarded the wildflower she held suspended in midair with her mind as she telekinetically plucked each petal. "He loves me…he loves me not…D'oh, who the hell am I kidding? He's never gonna love me, not while Ro's around!" With a thought she crushed the flower into a tiny ball.

Rachel stalked the shores beside Spuyten Duyvil Cove, along the southern border of the mansion property, watching dolefully as the near-full moon's reflection shimmered in the waters, her melancholy compounded by copious amounts of champagne. Her thoughts, as they had frequently over the last few months, turned toward a gallant German known by his fellow X-men for his encyclopedic knowledge of classic motion pictures, his penchant for practical jokes, his fierce loyalty to friends and family, his midnight blue fur and his ability to teleport in a cloud of acrid smoke. _And a butt that goes on 'til next Wednesday_, she mentally added, giggling at the thought. Kurt Wagner had been a factor in her existence for as far back as she could remember; she mourned his death in her native timeline when the Sentinels began the wholesale slaughter of all mutants (and anything capable of mutation; i.e. all life); she gained his trust when she first arrived in this world; she fought alongside him as a member of the X-Men, then as a charter member of Excalibur and now as part of the XSE. And now, after all these years of friendship and partnership, she had begun to reappraise her teammate with a new eye.

She was fascinated by his strangely dichotomous personality; on the one hand devout in his Christian faith, even if God had crafted him in the image of a devil, and on the other hand a flamboyant, devil-may-care swashbuckler with a ready wit and a tongue so silver Rachel figured he must sleep with a shard of the Blarney Stone under his pillow. Even when circumstances required him to use the image inducer that Professor Xavier constructed for him when he first joined the X-Men, his sincerity and genuine compassion were not things of artifice. Whatever a capricious fate threw at him during his lifetime, he faced all challenges with a fierce determination, a grace borne of deep faith and a wonky sense of humor.

The more time Rachel Grey spent in his presence over the last year, the deeper her emotions toward him had grown, until she had no other choice but to admit it to herself; she had fallen madly in love with him. But as her affections grew, so did her realization that Kurt had begun to nurse an attraction to fellow teammate Ororo Munroe. His attention, much like that of virtually every male within her proximity, was drawn to the regal African woman. _Who can blame her,_ Rachel bemoaned. _She used to think she was a goddess, and in many ways she still is…_

_Bloody hell!_ She cursed silently as she tossed the remains of the flower into the waters of the cove. She needed to let off some steam. To spend some quality time commiserating and possibly trashing the male gender in general. And who better to commiserate with than my best friend?

She stood gingerly on unsteady legs and sent a quick mental scan through the mansion. Even through the alcoholic fog of her own mind, a familiar psychic pattern distinguished itself from the psi-static of the immediate area. She smiled; Kitty Pryde, her best friend in this or any other world, was still awake. And judging from the stray mental images that she caught from her friend's mind, Kitty was as inebriated as she was.

Resolutely, she willed her unruly legs to walk, propelling her with purpose toward the manor. She made a valiant effort not to make any noise as she entered the vast foyer of the mansion, although the floorboards seemed to squeak more loudly than she ever remembered before. She homed her mind in on Kitty's again for the briefest of seconds, just long enough to pinpoint her location. Her room, perfect. Without another thought, she stormed down the hallway and pulled open the door.

"Kitty, are you up? I really need to talk rightOMIGODOMIGODOMIGOD! I'm blind, I'm blind!" Rachel immediately clamped her hand over her eyes and turned away from the bed, her face blushing to match her hair. On the bed, Kitty Pryde, clad only in a lacy cotton bra and panties, was kneeling over Peter's muscular form, himself only sporting navy-blue briefs. Peter's hands were gently massaging Kitty's breasts through the fabric of her bra, and one thumb was hooked under the left strap, intent on slowly removing it.

The second Rachel barged into the room, Kitty and Peter ceased their action and turned sharply toward the intruder. Kitty's heart lurched wildly in her chest, while Peter groaned in exasperation beneath her. "Uh, Rachel," Peter gasped, lifting his body up by his elbows on the bed, "I know that you hail from an alternate universe, but here there's this thing called KNOCKING!"

As Peter raised his voice in frustration, Kitty started to giggle lightly. Peter turned his head toward his lover and shouted, "Katya! This isn't funny!"

"Trust me, babe," she gasped, her chuckling rapidly progressing into a full-fledged guffaw, "this is comedy gold!" Peter tried to scowl at the pert young brunette perched on top of him, but his lips could only contort into a loopy smile, as he began to chuckle. Rachel watched the two lovers as Kitty fell forward into Peter's arms and shared a riotous laugh at their awkward position, and slowly began to laugh along with them, her body leaning against the doorframe as she convulsed in a fit of giggles. As Kitty and Peter began to collect themselves from their fit of embarrassed mirth.

As Kitty and Peter began to collect themselves from their fit of embarrassed mirth, Kitty began to notice that Rachel had slowly sunk to the floor, her laughing turning into wracking sobs. With a swift kiss on his lips Kitty reluctantly rolled off of Peter and stood up off of the bed, absently grabbing a robe that was hanging over a nearby chair and putting it on. She slowly made her way to the sobbing young woman in her doorway. Peter, for his part, was somewhat disappointed that his liaison with Kitty wasn't going the way he had wanted, sat up in the bed and swung his legs over so his feet landed gently on the floor. He watched with growing concern as Kitty knelt beside the miserable Rachel and placed a hand on her friend's shoulder.

"Hey, Red, you okay?" she asked gently, desperately trying to enunciate past the slight drunken slurring in her voice.

Rachel immediately wrapped her slender arms around Kitty's shoulders and buried her face in her friend's brown hair. Kitty gently lifted Rachel to her feet, murmuring assurances to her. Peter, beginning to feel just a little self-conscious, retrieved his shirt from the back of a chair where it had landed and slowly made his way to the door. "Uhm, Katya," he stammered, his face shading crimson, "maybe I should leave now." 

"No, no," Rachel waved her hands desperately, trying to slip out of Kitty's gentle but insistent grasp. "I'm sorry, I should have knocked, like you said."

"Nonsense," Kitty shook her head emphatically. "I should have hung a sock on the doorknob or something. I should have been more considerate, I'm sorry…"

"No, I shouldn't have barged in…" Rachel hiccupped, her sobs gradually subsiding. "I'm sorry, I just wanted to talk…y'know, with someone who loved me…"

"C'mon, girl," Kitty insisted. "Talk to me."

Rachel stared balefully at Kitty, before lowering her head in shame. "Please, Kitty…I don't—I don't want anyone else to know."

"Hey," Kitty snapped, somewhat defensively. "You sayin' I can't keep a secret?"

"You can," Rachel shook her head. "But what about muscle-boy?" she added, nudging her head toward Peter.

"Should I be here?" Peter asked innocently as he reached for his pants.

"Peter," Kitty turned to the strapping Russian, "sit down, this won't take a minute. Rachel," she faced her friend again, "we're your friends here. You can trust us. Right, Peter?"

"You have my word," Peter replied reluctantly, accepting that Kitty's word was law under the circumstance, "whatever you have to say will not leave these walls."

"Like he said," Kitty nodded vigorously. "From now on, this room is Vegas."

"Vegas?" Rachel and Peter chorused, not quite grasping Kitty's logic.

"Yeah, Vegas," Kitty insisted. "As in 'what happens in Vegas stays in Vegas'. Now out with it, girlfriend," Kitty returned her attention to Rachel. When the redhead remained silent, Kitty prodded her gently. "Guy trouble?" Kitty's eyes flashed knowingly. "Kurt, right?" Rachel nodded sadly. Kitty slowly brushed a stray lock of red hair from the young telepath's face, frowning as her friend's eyes turned away.

"Look at me, Rachel." Rachel returned her green eyes to Kitty's hazel. "You are a beautiful, sweet, intelligent, compassionate woman. All you gotta do is let Kurt know that. Trust me, he likes you. He'd be an idiot not to, right?" Rachel said nothing, she only stared blankly. "Right, Rachel?"

"R-right," Rachel stammered.

"Now then," Kitty lifted Rachel's chin with her hand as she spoke, "repeat after me; 'I am a gorgeous, intelligent, sexy young woman, and any guy would be lucky to have me'."

"Um," Rachel started slowly, "I am a gorgeous, intelligent, sexy young woman—you really think I'm sexy, Kitty?" she started to giggle.

"And any guy…" Kitty prompted her suddenly.

"And any guy would be lucky to have me." Rachel finished.

"Now say," Kitty added, "'Tomorrow, I am going to start using all of the weapons in my arsenal to seduce Kurt Wagner and make him fall madly in love with me'." Rachel opened her mouth, but stopped suddenly. "Say it, Rach," Kitty insisted, "don't make me go ninja on you."

"Tomorrow, I am going to start using all of the weapons—" Rachel almost whispered.

"Like you mean it!" Kitty scowled.

"…ALL THE WEAPONS IN MY ARSENAL TO SEDUCE KURT WAGNER AND MAKE HIM FALL MADLY IN LOVE WITH ME!" Rachel blurted out. "Geez, Kitty, happy now?"

"Estatic," Kitty grinned, hugging her friend tightly. "Trust me. It's gonna be okay. Kurt'll come around. You'll see."

Rachel sniffed, relishing the close contact between herself and Kitty. She started to notice the faint scent of lavender in her hair and the soft dewy texture of her cheek. "B-but what if he doesn't feel that way about me?" Rachel hiccupped, her long-standing insecurities resurfacing.

"Then he is a fool," Peter answered as he watched his lover consoling her best friend. "Katya is correct; you are a most desirable young woman, and Kurt would have to be blind not to see that."

"There you are," Kitty smiled triumphantly. "Two against one. You're outvoted. The elf's gonna fall hard for you once you're done with him. And even if he doesn't, you're still loved. I love you, Rachel. Don't you ever forget that."

What happened next remained the subject of much controversy for months afterward. Hoping to convince her friend of her sincerity, Kitty leaned forward to kiss Rachel gently on the cheek. At that moment, Rachel turned her face toward Kitty, and her lips suddenly met with Kitty's in a kiss that was both intense and feather-light; not quite a kiss between lovers, but more than between friends.

As their lips met, an electric surge passed between them, and thoughts Rachel knew weren't her own entered the young telepath's mind; she imagined herself back in Brian Braddock's lighthouse, in the bedroom she shared with Kitty during her time with Excalibur. She saw herself, asleep on her bed, clad in a pale blue tank-top and cotton panties. Her eyes trailed across her sleeping form, lingering over the curve of her shoulders, the gentle sweep of her buttocks and the shapely turn of her thighs and calves. She found herself lingering over her own body with a mix of envy and admiration, with just a hint of pure desire. She was vaguely aware of a leathery weight draped over her shoulders, of a cooing in her ear and the occasional slap of a wing against the back of her head—Lockheed, she realized. With a flash of insight, she realized the truth; she was viewing her own body from Kitty's eyes.

The telepathic flash faded rapidly as their lips parted. Kitty jerked her hnad back sharply. "Oh, I'm so sorry, I had no idea that you were gonna…" she rambled quickly, before Rachel placed her hand over Kitty's mouth.

Rachel smiled goofily as she gazed into Kitty's eyes. "You really do think I'm sexy, don't you?"

"Uh, yeah, sure," Kitty stammered abruptly, waiving her hands wildly in the air. "I mean, back in Excalibur, any time we entered a bar, the guys always hung on you, leaving me with the sloppy seconds."

"Uh, excuse me—" Peter raised his voice a trifle, only to be ignored by the two women.

_/You never told him about Shan, have you/_ Rachel projected into Kitty's mind.

_/Nothing happened! There's nothing to tell/_ Kitty thought back, her eyes flaring.

_/Then tell him./_ Rachel grinned evilly. _/Or I will./_

"You wouldn't dare…" Kitty growled.

"What are you talking about?" Peter asked, lost.

Rachel's smile widened as she glanced toward Peter. "Nothing much, big guy, just a little Truth or Dare."

"Oh?" Peter raised his eyebrow. "Sounds intriguing. May I ask what about?"

"All right!" Kitty groaned in surrender. "I'll tell you!" Kitty took a deep breath, held it for a second, then let it go. "Two years ago, I…I was curious…about Shan." Rachel started to snicker as Kitty's face flushed bright red.

Peter blinked for a second, before asking, "You mean Banshee?"

Rachel exploded in a fit of laughter while Kitty cringed. "Not Shawn Cassidy, Shan Coy Mahn! As in Karma!"

"But—" Peter started in puzzlement. "But Shan's a girl!"

"Nothing gets by him," Rachel managed to get out before dissolving into another fit of hysterical laughter.

"If my soon-to-be-ex best friend is willing to quiet down…" Kitty snarled, prompting Rachel to make a supreme effort in reining in her mirth. Blushing beet-red, Kitty lowered her head, intently concentrating on her hands as they fell into her lap. "It was while I thought you were dead, Peter. I was attending college in Chicago, while tending bar at nights to make ends meet. That's where I ran into Shan, turns out she was going to the same college. That's when I learned she was a lesbian. A while later we ended up fighting a Sentinel together, and I pulled her out of the line of fire at one point…and I found myself looking at her a little longer than I intended. I…I guess I was curious, y'know? What would it be like? I'm sorry, Peter. I know I should have told you…"

"Katya," Peter spoke softly, the familiar pet name imbued with gentleness. He patted the space next to him on the mattress, silently summoning Kitty to sit beside him. Kitty pushed herself off of the floor and slowly made her way to Peter's side. As she sat on the bed next to her lover, she felt his broad arms gently encircling her waist, as his lips strayed over the soft skin of her neck. "You did nothing wrong, dear Katya. I will admit that I am surprised, but this changes nothing." As he spoke soothingly, his lips brushed lightly against her flesh, occasionally nipping at her earlobe, in a gesture that was at once comforting and incredibly erotic, both calming and arousing Kitty's body simultaneously. "I do love you, Katya, and I believe in you implicitly and in all things. You were the one who saved me from Ord's experiments. You brought me hope when I thought there was none. Above all else, I believe in our love."

Even in her mildly drunken state Peter's words registered in Kitty's mind and heart. She felt a familiar and welcome lightness in her heart as Peter professed his love for her, and happily leaned into his embrace. "I love you so much Peter," she whispered fervently, her passion slowly rising within her.

Rachel smiled giddily, tears slowly leaking out of her eyes. "God this is so beautiful," she gasped as she witnessed her best friend slowly losing herself in the throes of her long-standing love for the Russian giant. As the two lovers leaned toward each other in a passionate kiss, Rachel started to feel a trifle embarrassed. "Uh, you know what?" she announced loudly as she began to lift herself from the floor. "I should leave."

"No, stay," Kitty murmured slowly as she lifted her face away from Peter's. "We're all friends here, right? Besides," she turned her head toward Peter's, a faint gleam in her eye, "it's not like you've never been with two girls at once, right honey?"

"Well there was that one time…" Peter began absently, until he was aware of Rachel's intense green eyes boring into him. "Wait, what are you talking about?"

"Busted!" Kitty smiled in mischievous triumph as Peter's face reddened. Rachel clapped her hands and whooped merrily, her lips widening into a knowing leer. Kitty simply chuckled wickedly as Peter seemed to be slowly sinking into the mattress. "Oh, I knew about those two tribe-girls from the Savage Land for years, babe," she laughed, taking pity on the mortally embarrassed young man. "Logan told me the whole sordid story during one of my post-Battleworld 'I Hate Peter' crying jags."

"Well, well, well—" Rachel drawled giddily, enjoying Peter's discomfiture immensely. _Shadenfreude indeed,_ she decided. "This is prime dish. C'mon, Too Tall, spill! You know Kitty's deep dark secret, what's yours?"

Peter shook his head, his eyes lowered penitently. "Forgive me, Katya. I should have told you about this before. It was during my first year with the X-Men, we were stranded in the Savage Land, I was alone in an unfamiliar world, and—and Nereel and Fahae, they comforted me. They wanted me to join them for one night—"

"Hey, Peter," Kitty stroked Peter's face with gentle but insistent fingers. "It's okay. My first time was with a wannabe James Bond, yours was with the cavegirl Doublemint twins. We both have our sordid pasts, right? But we somehow found each other again. That's what counts." She placed her hands on the sides of his head, slowly lifting his face to hers. "I trust you, Peter. More importantly, I trust us."

"I know that, Katya," Peter dared to lift his eyes to meet Kitty's, and was relieved to see only love and acceptance reflected in their hazel depths. He nodded gratefully, the recipient of undeserved and unasked grace. "I trust you as well."

Kitty's smile widened into a lusty leer that Peter recognized all too well; past experience proved to him that when she bore this expression on her face, their night together would be memorable. Kitty shared a silent staredown with Rachel for ten seconds, and Peter started to wonder what thoughts were passing between the two longtime friends. He felt a faint lump of fear in the pit of his stomach when he saw Rachel nodding her head slowly, her eyes alive with mischief. "Do you trust me, Peter?" Kitty asked Peter, her voice calm and level. "Really?"

Peter glanced back at Rachel, who simply shrugged her shoulders. Returning his gaze to Kitty's, he willed his voice to the same calm timbre as Kitty's. "I do."

"Then close your eyes."

The words made Peter pause for a second, until Kitty snapped at him. "Trust, Peter. Remember?"

"I remember," Peter defended himself. "I also remember the first time you told me to close my eyes, and I ended up in Ororo's attic, five feet in the air."

"Close 'em, Mister!" Peter shut his eyes instantly, praying that his lover would be gentle with him.

He felt gentle but strong hands press firmly against his chest, guiding him to lie down on the bed. He tensed slightly as her fingers drifted slowly down his abdomen. He heard the door latch shut and began to relax. He felt soft feminine hands brushing against his pelvis, slowly lowering the waistband of his underwear, and relaxed completely.

He began to open his eyelids a crack, only to hear Kitty's soft voice murmuring, "Keep 'em closed, Peter. Whatever happens, keep your eyes closed." He obediently clamped his eyelids shut, content to allow the evening to unfold. He tried to lift his arms, but felt gentle hands holding them down at his sides. "Uh, uh, uh, lover," Kitty's gentle voice cooed seductively in his ear. "Just lie back and enjoy."

"For certain," Peter murmured happily. "Oh, excuse me, that's 'for sure'."

"You catch on, lover," Kitty's voice answered.

Peter lie back silently, his desire slowly mounting as he felt a warm soft weight straddle his pelvis and a feminine body lower down upon his. Clinging lips fixed firmly on his, and a small electric tongue brushed against his mouth, demanding entrance. Peter opened his mouth willingly, allowing his lover's tongue to slowly slide against his, the kiss rapidly growing in heat and intensity. He felt the hands release his wrists, and slowly began to encircle the waist of the gorgeous woman on top of him. His hands began to explore the bared skin of her midriff, venturing slowly along her spine, stroking her ribs before traveling toward her breasts. He smiled wantonly; she had already removed her bra. His thumb traced the areolas of her nipples, feeling the small nubs grow hard under his touch, while his own manhood hardened beneath his lover's body.

He couldn't resist any longer; he had to see his beloved as well as feel her. He opened his eyes wide—

Rachel Grey was straddling his lower torso, her head arched back at his touch at her breasts. He lie silently, frozen in sudden horror at the sight of the very naked redhead sitting happily on his body. Even in his terrified state, his eyes betrayed him as they scanned Rachel's lithe, athletic body; her firm arms, her softly sculpted abs and torso, her shapely thighs and the juncture between them—

Rachel flashed Peter a canary-eating grin. "Yep," she announced. "The carpet matches the drapes."

"KATYA!" Peter screamed in absolute terror.

"What?" Kitty's head craned over Rachel's shoulder, her wicked smile matching Rachel's.

Peter gasped, his mouth gaping open like a fish floundering on a pier, his hands clumsily breaking their hold on Rachel's breasts. "Wha—wha—" he stammered blankly. "What's going on here?"

"What's the matter, Peter?" Kitty asked innocently, her hands reaching around Rachel's waist and gently caressing the downy skin just below her belly button. "Don't you think she's sexy? I do." She turned her head towards Rachel's and began kissing the outer rim of her ear. Rachel leaned back into Kitty's embrace, twisting her head to meet Kitty's mouth with her own.

"But…but…" Peter stuttered weakly, shocked at the display before him; the woman he loved was kissing her best friend, while they were both straddling him. He feared that he couldn't hide his own arousal as his body stirred and hardened beneath the two women.

Kitty slowly disengaged her embrace of Rachel and rolled off of Peter's body, lowering herself to his right side. She took Peter's face in her hand, purring softly into his ear. Rachel slowly slid off of his body as well, sitting pensively on the side of the bed. "Peter," Kitty murmured softly, "what we have is something special. Too few people ever get that kind of love. And Rachel deserves that kind of love." Her lips pressed into his cheek as her hands slowly crawled across his torso, toward his pelvic region. "Please, Peter. Just for tonight, let her in. Let's show her that she is loved, that she can be loved."

"Katya—" Peter started hesitantly.

Rachel turned away from them and began scanning the room, looking for her clothes. "Look, if this is making you uncomfortable, maybe I should—"

"Stay, Rachel," Kitty insisted, raising her body. As she lifted her body off of the bed and reached for Rachel, Peter first noticed that Kitty was as naked as the redhead. A cursory glance at his midsection revealed that he too was completely denuded. "You should stay. Please, Rachel. I love you so much. You're my best friend, you're a beautiful, sexy, intelligent woman who deserves to be happy. Even if Kurt is too blind to see it, I'm not." She took Rachel's hand in hers, gently pulling her back onto the bed, while taking hold of Peter's larger hand in her free hand. "Please, Rachel, Peter. You two are the most important people in my life. Just for this one night. Let me show you both how much I love you." She lifted Rachel's hand to her lips, slowly kissing the palm before placing it on her cheek. She then kissed Peter's hand and placed it on Rachel's, smiling as his fingers instinctively grasped Rachel's. She placed her own hand on their connected hands, relishing the closeness, the growing heat between them.

"Are you sure about this, Katya?" Peter asked weakly, his own arousal slowly overtaking his reticence. "This is playing with fire."

"I have a pet dragon, Peter," Kitty smiled, slowly closing the gap between herself and the others. "Playing with fire isn't new to me." Without another word, she lifted her face to Peter's, capturing his mouth in a deep searing kiss. Rachel tenuously approached the two lovers, her own desire mounting with every passing second. Kitty leaned back, ending the kiss, and tilted her head toward Rachel. The redhead smiled, craning her head to reach Peter's mouth with her own. Soon the three embraced each other, trading kisses and touches before tumbling onto the bed in a tangle of arms and legs, hands caressing intimate areas, lips tasting heated flesh, any hesitancy a distant memory.

Peter had lost count of the number of different positions he, Kitty and Rachel had engaged in as they made love long into the night. He felt Kitty's mouth on his own as Rachel licked and nibbled her way down his chest and felt hands everywhere at once, until he couldn't tell who was kissing or touching him where. He distinctly remembered the indescribably erotic sight of Rachel greedily suckling Kitty's breasts while he entered the redhead in a slow thrust, Kitty throwing her head back in sheer ecstasy. The taboo of actually having sex with Kitty's best friend while Kitty watched, indeed participated, added to his pleasure and stoked his desire even further. During his first climax, he could feel—no, more like sense—Kitty and Rachel, as if their arousal had become his own. During their lovemaking, he realized, Rachel had somehow set up a telepathic link between the three of them so each could share the sensations of the other two. This total intimacy only excited them more, leading to even more powerful orgasms, each one experienced by all three, as their night of passion continued.

Finally, after literally hours, Peter sank bonelessly onto Kitty's bed, his body entirely spent from his amorous exertions. Kitty and Rachel both sagged against his body on either side of him, equally sated and enjoying the post-coital closeness. Even after all the lovemaking they had engaged in, their hands kept straying to touch each other's bodies.

Before his body settled into a deep slumber, he glanced back and forth at the two incredibly beautiful women who slept at either side of him, their naked flesh pressed against his. As he sank into oblivion, his alcohol and sex ravaged mind was capable of maintaining only one coherent thought; "By the White Wolf…"


	2. The Elephant in the Living Room

What Happens in Vegas

Chapter Two

The Elephant in the Living Room

_"On my way up north  
Up on the Ventura  
I pulled back the hood  
And I was talking to you  
And I knew then it would be  
A life long thing  
But I didn't know that we  
We could break a silver lining _

And I'm so sad  
Like a good book  
I can't put this day back  
A sorta fairytale  
With you  
A sorta fairytale  
With you."

_--Tori Amos_  
_"A Sort of Fairy Tale"_

And Rachel woke up...

The drum solo from "Inna Gadda Da Vida" was hammering inside her skull as she began to shake the wool out of her mind. Awareness began to trickle into her mind like a thin stream. _Way too much champagne last night, girl,_ she lamented as her hangover gained in strength. _Okay Rachel,_ she thought, slowly summoning her mental processes to shake off the dull pressing ache in her head, _let's get organized._ _I'm in a bed--_she opened her eyes and promptly wished she hadn't as harsh light assailed her eyes.

She squinted for a moment and slowly willed herself to pry her lids open. As her eyes grew accustomed to the daylight streaming in from the window, she took stock of her surroundings. She recognized the framed lithograph on the wall opposite her eyes; the painting depicted the first encounter between Bilbo Baggins and the dragon Smaug from Tolkein's "The Hobbit", and was a gift she had given Kitty three birthdays ago. Okay, I'm in Kitty's room, Rachel smiled. _Familiar_ _surroundings, that's good. And that explains_ _the warm body next to me..._she turned around in the bed, snuggling contentedly into the back of the warm body lying next to her...

Only to realize that the body next to her was too big to be Kitty.

A sudden shock of memory, of passion shared with two others, nearly jolted Rachel out of her skin. Her heart hammered in her chest as blind panic threatened to engulf her. Slowly, she managed to rein in her fear, only to be hit again with the pain of her hangover. Okay, let's do something about that. A firebird sillhouette flared briefly over her right eye as she summoned her powers. Within moments, she suppressed her hangover, and without the distraction of pain, she was able to think rationally again.

She remembered the night's activities more clearly; she had run to Kitty in desperate need of solace, only to interrupt Kitty and Peter in a prelude to passion. She remembered feeling mortally embarrassed as Kitty comforted her over her unrequited love for Kurt. A dangerous combination, she reflected, alcohol and arousal. All three of them had a bit too much of the drink taken. And Kitty suddenly was hit by inspration...

Rachel blanched as she remembered what had happened next.

_Oh...my...God...what have I done? I seduced my best friend's boyfriend! I'm no better than Emma..._

_Kitty invited you to, Rachel, _she reminded herself. _It was her idea, remember?_

She did remember. She remembered Kitty's warm hands guiding her body toward Peter's, she remembered the shock and fear that Peter felt when he first realized what Kitty was planning, and how his fear gave way to desire quickly enough. She remembered the feel of his body against hers, and Kitty's body embracing them both...

And she remembered the telepathic rapport that she accidently triggered between the three of them. She remembered diving into her lovers' minds, seeing their lovemaking through their eyes...and seeing their lives unfold before them. Without prying, she had become privy to their innermost secrets and desires. And she knew that most of those desires were built around each other.

There was no other way to say it; Peter Rasputin and Kitty Pryde were, for want of a better word, soulmates.

That thought made her happy, more than she could possibly imagine. Kitty and Peter had gone through so much pain in their young lives, seen so much loss...Doug, Mikhail, Illyana, Carmen, Nicholai and Alexandria... If her best friend and the man she so clearly loved could find happiness with each other, then Rachel would not dream of standing in their way.

Peter's body suddenly tensed up under her touch. _About time you two woke up,_ she smiled as she gently touched their minds, just a surface scan. "You guys can stop pretending you're asleep, y'know."

Kitty slowly groaned, her voice a whispered ache. "Would any one mind if I phased through the floor and into the center of the Earth now?"

"Not as long as you take me with you," Peter grumbled, his body rigid.

"Cowards," Rachel mused as she touched their minds again, this time deadening the pain of their hangovers with a telepathic supression.

As their heads cleared, their bodies began to relax. "Nice Jedi mind trick there, Ray," Kitty grudgingly admitted.

"Indeed," Peter added. "Many thanks."

"Don't mention it, Tovaricsh," Rachel beamed.

"Believe me," Kitty groaned, holding a corner of the bedspread over her breasts, "I have no intention of mentioning any of this to anyone." Peter turned his head away from Rachel, his embarrassment almost an oppressive force against the young telepath.

"Hey now," Rachel admonished her friends. "None of that. No recriminations here, okay?" She slowly lifted her body, naked and unashamed, from the bed and swung her slender legs around the side so her feet were placed on the floor. She found her bra and panties in a small heap on the floor next to her and quickly grabbed for them. As she dressed, she spoke to her friends. "What happened last night happened because we wanted it to happen. No one was hurt, and unless my telepathy's way off, all three of us enjoyed it. We didn't do anything wrong, okay guys?"

Peter lifted his body up, the blanket still covering his midsection. Kitty sat up with him as they looked at their friend, now partially clad in her undergarments and an oversized red shirt. Kitty felt a faint surge of jealousy at how, even in her disheveled state, Rachel was incapable of being less than absolutely gorgeous, and her arm began to circle Peter's waist protectively. Rachel frowned at Kitty, clearly picking up on her friend's insecurity. "Kitty, believe me, I don't have any designs on Peter. Last night was a one-time deal. I'm cool with that. You're still my best friend and I would never intentionally do anything to screw that up."

"I know," Kitty relaxed somewhat. "I guess I was scared when I woke up. Suddenly I'm remembering everything we did...and yeah, it was pretty incredible..." Peter nodded slightly, agreeing with Kitty's statement but trying not to look like he agreed with her on this. "I mean, it was the hottest thing I've ever done. I just didn't want to jeopardize what I had with you before." Turning to Peter, she added, "With either of you."

Peter smiled warmly at his beloved, taking her face in his hands and pulling her toward him for a lingering kiss. Rachel smiled at the sight as she headed for the door. "Okay, I'm gonna go back to my room at the carriage house and get dressed, okay guys? I'll meet you in the kitchen for breakfast in an hour or so."

"Sounds good," Peter agreed. Kitty nodded, adding, "Yeah, we did burn the calories last night, didn't we?"

"Good, 'cause I make a mean French toast," Rachel grinned as she headed for the door. Just before exiting, she turned to the two lovers who still hadn't left the bed. "Oh, and when I say 'in an hour or so', I mean 'in an hour or so'. You two have some serious alone-time to catch up on, if you know what I mean. Later." With a pixie grin, she left the bedroom, leaving Peter and Kitty alone.

Peter pursed his lips in thought for a moment. "What does she mean, Katya?"

Kitty smirked at Peter, leaning her body forward. "I think she meant this..." She pressed her still-naked form against his. "And this..." She started nipping against his ears. "And this..." She began to stroke his firm chest with her hands.

Peter groaned under her gentle ministrations. "I'll give you until the count of ten to stop that..." he murmured.

"Good thing I know how to make you lose count," Kitty's voice grew husky with desire as her open mouth met his.

It was close to two hours before Kitty and Peter met Rachel for breakfast, but none of them minded.

* * *

Peter noticed the red-light over the main entrance to the Danger Room and shrugged his shoulders in bemused resignation; he had hoped for a fast jog around Red Square to loosen up some of the tension he had felt all day. It had been two days since his...the proper word still eluded him for what had happened between himself, Kitty and Rachel. 'Tryst' didn't seem accurate, 'threesome' was too bawdy ("Too 'American Pie'," Kitty had complained when Rachel suggested it), and 'menage-a-tois' seemed deliberately vague. So far he had been leaning toward 'rendezvous'; short, concise without being too descriptive and above else tasteful. But even though he and Kitty seemed to be returning to their earlier groove together, he still felt a certain unease, especially around Rachel. Somewhere above the mansion, he imagined the spirit of Damacles dangling a sword over his head. 

He pressed his hand against the palmplate on the side of the door, triggering the room's 'doorbell' function. A gentle voice chimed over the intercom; "Who's there?"

Peter jumped as the voice of Kitty's best friend(and briefly their lover) answered. "Oh, forgive me, Rachel," Peter stammered slightly. "I was about to start my morning constitutional..."

"C'mon in, Peter," Rachel chirped, "I'm almost done in here anyway." The airlock door slid open with a faint sigh of decompressing air.

Peter stepped gingerly into the Danger Room, and stopped at the bucolic sight beyond the metal doors. The courtyard of a Tuscan country house opened up before him, with a rustic fountain splashing merrily at his left, and a fragrant olive grove to his right. Wild, verdant plants grew in riotous splendor under a canopy of sapphire blue, dotted with just enough clouds to give the sky some character. Near the fountain, he saw Rachel, her midlength red hair tightly wound into a braid behind her head, a black muscle-shirt and thigh-length spandex shorts clinging tightly to her curves as she moved her body in a slow methodical series of stances and moves, similar to the karate katas Peter had observed Kitty perform in the past. Five for Fighting's "One Hundred Years to Live" played in the background on the Danger Room's speaker system as Rachel moved. Peter found himself transfixed; Rachel's athletic body was different from Kitty's dancer's form, but had its charms as well, charms that Peter had gotten to know intimately two nights ago. As the song wound down, Rachel stilled her movements and resumed a relaxed stance, her head thrown back in exhausted triumph.

The sound of hearty handclaps broke her out of her reverie, and she took an impromptu bow in front of Peter. "Glad you enjoyed it, Peter," Rachel smiled. "Just doing some tai chi. Great way to decompress from my workout." She grabbed a towel that was draped haphazardly on a stone wall next to her and started to dab at her face with the soft terrycloth.

"I enjoy running for that myself," Peter admitted. "I was going to warm up with a jog around Moscow before my morning work-out. But this is a nice setting too."

"You like?" Rachel asked. "I got the idea from Kenneth Branaugh's 'Much Ado About Nothing'. The whole pastoral Italian countryside thing."

"Very nice," Peter admitted. "Suits you."

"Yeah, I like it," Rachel nodded, scanning the locale approvingly. "Very relaxing. Hey, maybe you and Kitty should plan a picnic here. Y'know, something romantic."

"I doubt she would like that," Peter shook his head. "After that incident a few months back when the Danger Room became sentient, she tends to avoid this place except for team exercises. Not that I blame her," Peter's shoulders rippled with a tight shudder. "Even with the protocols she and Hank introduced, I still feel slightly ill-at-ease here."

"Refresh my memory, Pete," Rachel smirked. "Was that before or after I got turned into a dino-girl in the Savage Land?"

"After, I believe," Peter grinned, stifling a chuckle. Rachel laughed heartily, as Peter commented, "Yes, just a typical Saturday night for the X-Men!"

"Yeah, too true," Rachel laughed, gasping for oxygen. After a few moments, their pulses calmed and they sighed happily.

Rachel rested her eyes again on Peter's form; muscular, well-definied but not grotesquely so, his contours revealing strength that was belied by his innate gentleness and sensitivity. Peter, for his part, couldn't help but admire Rachel's toned body and striking face; both power and compassion shining in her green eyes. _Yes,_ he considered, _very much like her mother..._

"Rachel," Peter asked, his voice barely above a whisper, "if I were to ask you a sensitive question, will you go Phoenix on me?"

"Depends," Rachel answered. "What's the question?"

Peter swallowed hard and considered his question before stating it. "The other night, when you and Katya and I..." Rachel eyed him with amused curiosity, sensing what he was going to ask, but wanting to hear him say it. "Is it always so...intense...for a telepath?"

"Y'mean sex?" Rachel asked innocently. "Well, yeah, I guess. The way I see it, when you make love, you're completely exposing yourself to your lover, and not just your body. Surely you've felt something like that with Kitty, right?" Peter thought for a moment and simply nodded. With anyone else, he'd have been embarrassed to hear such frank talk about sexuality, but after what he and Rachel had shared, it seemed natural. "Seriously, at that level of intimacy, it's virtually impossible for a telepath to hide her thoughts, or to shield her mind from her lover."

"And that was why the three of us shared each other's feelings?" Peter asked.

"Yeah. After my first...climax," she said diplomatically, "I guess I linked the three of us mentally. I could feel everything all three of us felt. And something else..." Rachel strode up to the handsome Russian, her eyes wide with affection, and something akin to awe. "I could see into your mind, into your memories. It was like seeing into your soul. I saw all the heartache you experienced in your life...how much it hurt you to tell Kitty about Zsaji, how devastated you were by Illyana's death, your moment of madness when you joined with Magneto's Acolytes, and the rage you felt when you first saw Kitty with that Wisdom guy...and above all else, throughout all that I sensed how deeply you love Kitty."

Peter lowered his head, a faint melancholy creeping into his soul. "After all the pain I caused her over the years, I am constantly humbled by the miracle that she still wants me in her life."

"No, Peter," Rachel touched his cheek gently, green eyes meeting blue. "It's not a miracle, it's you. Your love for her is the greatest constant in your life. I have to admit, I didn't really trust you when you and Kitty got back together. I guess I remember all the times you hurt her. But two nights ago, I really felt your love for her. I know now that you would lay down your own life before you willingly hurt her again." She smiled sweetly, warming Peter's heart to the core. "I'm glad you're back in her life. You're good for her. And I almost feel like I've made a new best friend."

Peter nodded, his eyes shining wetly. "I think I'd like that. Thank you, Rachel."

"No problem, Pete," Rachel winked, slapping his face lightly with her fingertips before strolling away. "Hey, I gotta go meet up with Kitty. I had to blow her off when the XSE was dispatched yesterday to take down Sabretooth and Mammomax...who now officially has the lamest name for any supervillain ever...so I promised her I'd take her up on that lunch offer."

"Oh, that new deli?" Peter observed. "We went there last week. I especially enjoyed their pizza."

"I'll save you some pepperoni," Rachel promised. "Well, gotta run."

As she headed out of the Danger Room airlock, she passed Logan. "Hey, Wolvie, what up?" she greeted him merrily.

"Mornin'," Logan grunted as he ambled into the Danger Room, gently tipping his cowboy hat.

Rachel smiled. "Don't ever change, Logan. See ya around, Peter."

"Have fun, Rachel," Peter replied. "And give Katya my love."

Rachel waved once more before heading out of the Danger Room. Logan stood silently near the door, staring intently at the redhead as she left. As the door whooshed shut behind her, Logan inhaled briefly through his nose, testing the air around him. He then stared hard at Peter, who had begun to feel an unpleasant weight welling deep in his stomach.

"Good morning, Logan," Peter greeted his long-time partner in Fastball Special as he manipulated the Danger Room's control tablet, transforming the bucolic Tuscan landscape into the heart of Moscow. "I was about to start my morning constitutional around Red Square. Care to join me?"

Logan slowly walked toward Peter, his eyes hooded and unreadable under the brim of his Stetson as he gauged the younger man. He then smirked mirthlessly as he approached her. "Y'know, Pete," he said, his voice sounding conversational but with an undertone of steel. "It's the darndest thing. Normally when I'm around you, I can smell Kitty, just faintly. But today, I'm around you and I smell Rachel. And when I passed Rachel, I could smell you. And Kitty. Care to explain that to me?"

Peter sighed inwardly; he figured that if there was one team-mate who would discern what he, Kitty and Rachel were up to, it would be Logan. He stood his ground, maintaining a calm deadpan. "I will be glad to discuss it with you...the moment it becomes any of your business."

Logan harrumphed. "For now, it's none of my business. But actions have consequences, Peter. And if your actions have the consequence of causing Kitty any pain...then it damn well becomes my business."

"What will you do then?" Peter asked, steadily reining in his temper. "Get me drunk and throw me at Juggernaut?"

Logan snorted briefly. "If he's available. And if I think you've earned it." Taking off his hat and tossing it casually to the side, he added, "So, how about that jog? Here to Lenin's tomb and back?" As Logan started running toward the stated destination, Peter felt a grave chill across his heart. Logan was the last person he wished to cross. And if the Canadian fighter believed that he had ever hurt Kitty...He swallowed hard and tried not to consider the results as he began running after Logan.

* * *

"What a game this has been, sports fans!" Jubilee gleefully called out into the microphone in the makeshift 'press box' of the Xavier Institute's outdoor sports facility, as students and faculty sat on the aluminum bleachers and cheered their favorite teams. "Who woulda thunk when Scott Summers and Emma Frost first chose sides last week for the annual X-Men Summer Classic that we'd get such a nailbiter of a game out of it? For eight innings the two star pitchers, Kitty Pryde for the Hellions and Peter Rasputin for the Corsairs, have turned this game into a pitchers' duel, completely run-less until the top of the ninth, when Bobby Drake scored a run for the Hellions. Now, at the bottom of the ninth, it's Hellions 1, Corsairs 0, the Corsairs are up, two outs and one man, er, woman, on base. And stepping up to the plate is Mr. Fastball Special himself, Peter Rasputin!" 

The Russian farmboy selected a hard maple bat and strode to the plate, facing the opposing pitcher. "You ready, Too Tall?" Kitty teased him as she adjusted her cap.

"I hope I'm not too small a target, Katya," Peter answered playfully, giving the bat a practice swing.

"You know what they say, Peter. The bigger they are, the bigger the strike zone." Kitty lazily tossed the horsehide sphere from hand to hand. "You realize that you'll probably be the last batter in this game."

"One way or another, I mean to be," Peter promised.

"Oooh, cocky," Kitty dimpled as she grinned. "Hope you're this feisty later tonight!"

"Hey, Kitty," first baseman Bobby Drake shouted to his teammate as Rachel stood behind him, her foot lightly resting on the base. "You two wanna rent a room or do you wanna play some baseball?"

Kitty said nothing more, as she placed her feet in position on the pitcher's mound, holding the ball behind her back with her right hand. She glanced at Kurt Wagner, his face obscured by the catcher's mask, a specially designed mitt on his hand. His tail waved lazily over his head, but once he caught Kitty's eye the tip of his tail twitched twice on his left side. Kitty nodded, resting her fingertips on the surface of the ball for a slider. With a smooth whiplike motion, Kitty threw her arm back, then forward, releasing the ball.

"Hey batta-batta-batta---" Kurt chanted behind Peter as he swung, "Sah-WING! Batta-batta-batta!" The ball thudded soundly into Kurt's mitt, and Kurt tossed it back to Kitty. Peter glared at Kurt, annoyed by his efforts to distract him.

"Ste-RIKE ONE!" umpire Logan shouted.

Kitty stared intently at the batter, smiling. "Two more, Peter," she warned him. "Two more."

"Perhaps just one more, Katya," Peter answered.

"Yeah right," Kitty nodded. Don't let him psyche you, Kitty, she mentally reminded herself. Just remember, pitchers aren't supposed to hit. She glanced back at Kurt's tail. One twitch forward. Kitty smiled. Time to bring the heat.

"Check out my Fastball Special," she whispered as she got into her stance. Cocking her body back, her arm swung forward like a catapult, releasing the ball toward home plate.

A loud crack echoed across the diamond as the heads of players and spectators alike craned their heads to mark the trajectory of the ball.

"SWEET JESUS IN A FLAMING BIRCH BARK CANOE!" Jubilee screamed into the mike. "That baby is going--going--it is out of here! Peter Rasputin just knocked that sucker over the fence for a two-run homer! That's right, Sports fans, Rasputin scored the game-winner for the Corsairs!" Rachel rounded third base, jogging the last ninety feet to home, followedy by Peter. "The final score, Corsairs 2, Hellions 1!"

Scott Summers led his teammates out of the dugout while Emma Frost's team converged from the field. Peter finished running the final feet, his foot landing firmly on home plate, as the rest of the Corsairs mobbed him. Remy and Rogue slapped his back, while Scott stepped up to shake his hand.

Kitty sagged her shoulders slightly, somewhat annoyed at the loss, but thrilled to see Peter pull off the home-run. _Man, the Cubs could use him this season_, she mused. She joined Ororo and Alex as they and the rest of the Hellions met to congratulate the winning team.

As Kitty approached Peter, Rachel had met the game's hero, wrapping her arms around his waist. "Way to go, Big Guy," she purred happily, kissing his cheek. Peter blushed slightly, but returned the embrace warmly. As they turned in their embrace, Peter glanced toward Kitty, who stood watching the two of them, her arms crossed in front of her chest.

"Ah, Katya," Peter disengaged the hug and walked toward the brunette. "You played very well."

"Yeah," Kitty nodded, frowning slightly. "But the better team won. Congratulations, guys."

"Hey," Rachel announced, leaning against Peter's back, "we're gonna go out for a victory party. You wanna join us?"

"Uh, no," Kitty hedged slightly, backing away. "This is your party. You guys go have fun. I'm gonna hit the showers and collapse on the bed." Kitty turned away from the others, and ran briskly from the baseball field, toward the mansion.

"Katya?" Peter called out before she disappeared from his line of sight. He started after him, but a hand touching his arm made him stop.

He turned around and saw Rachel's face, her green eyes pleading with him. "Let her go, Peter," she said. "She needs some alone time."

"Rachel, I don't understand," Peter answered. "She looked upset. I know she can be competitive, but it was just a baseball game, right?"

Rachel snorted derisively, shaking her head. "You dope, this has nothing to do with baseball."

"Then what's upsetting her?"

Rachel leaned forward, whispering one word; "Vegas."

Peter looked at Rachel, his gaze an unasked question. Then Rachel's utterance registered with a sobering clarity. "Do you think she is jealous of us? She knows that we're only friends, right?"

"Sure she knows that," Rachel argued. "Just like you knew that she and Doug Ramsey were friends, back in the day!"

Peter stood silently for a moment, then lowered his head sadly. "I've been a fool. I should have realized that our--tryst--would have consequences sooner or later."

"Well, it's nothing that can't be fixed, Tovarisch," Rachel assured him. "Just wait a few hours. Let her work out her aggressions. She'll probably attack some holographic Sentinels or something in the Danger Room. Just let her decompress." She lifted her face to Peter's and smiled at him. "Oh, and one more thing."

She touched his brow with her right hand, and Peter could have sworn that he felt a light tingling in his scalp. "What was that, Rachel?"

"You'll find out when you see Kitty," Rachel promised him, a mysterious smile playing at her lips. "C'mon, farmboy, let's join the party!"

Peter followed Rachel's lead, although his desire to celebrate had been clearly diminished. His only thought for most of the afternoon remained; _Have I hurt Katya too much to ever deserve her?

* * *

_

The cave was dark and damp, and smelled of rotting flesh. Jagged stelagtites jutted from the ceiling of the cave like inverted cathedral spires. Kitty didn't give the dark majesty around her a second thought as she ran for her life, a grenade launcher clutched firmly in her hands. Her t-shirt clung damply to her body, the grime on her skin seemed to seep into her pores, and sweat from her matted hair stung her eyes.

The snarling things in the cavern followed her, the gap between them closing rapidly. She ran as though the hounds of Hell were nipping at her heels, and given what was chasing her, she wasn't far off. Suddenly her foot hid a puddle, and skidded out from under her, causing her to fall in an ungainly heap. Her powers neutralized by the alien monsters that pursued her, she couldn't phase to safety. Not that there was any safety for her on this world.

She clutched the grenade launcher, her finger resting on the trigger, as the monsters closed in on her. Five hideous insectoid creatures, each ten to twelve feet in length, enormous stingers protruding in front of their carapaces, salivating mouths wide open displaying rows of needle-like teeth. The Brood warriors hovered like mosquitoes over Kitty as she scrambled away from them, pointing her grenade launcher at the beasts.

"How fortunate," the lead Brood hissed to its comrades. "The Queen Mother requires a superior specimen to host her eggs. This creature will serve that purpose well!"

"Not in this lifetime, Sleazoid!" Kitty growled as she fired the launcher. The grenade exploded upon impact with the Brood leader, scattering its charring remains across the cave floor. The four remaining Brood closed ranks, and began to charge Kitty. One Brood warrior wrapped a tentacle aroud Kitty's leg and began pulling the young mutant toward its needle-lined maw.

A sudden bright light filled the cavern, causing Kitty to blink furiously. Once her vision cleared and she could open her eyes comfortably, the cave walls were replaced by white acoustic tile.

"Hey, whoever turned off the training program, I almost had those buggers!" Kitty shouted, patently annoyed.

An airlock opened, and Emma Frost strolled into the Danger Room, dressed conservatively(which in her case meant her midriff was covered) in white slacks and business suit. "Katherine, while I agree with the principle of working out your aggressions when you need to, could you have found a less repulsive image? What were those...things anyway?"

"They're called the Brood, Frost," Kitty grumbled. "Giant insects that reproduce by turning mutants into hosts for their eggs. They exist only for themselves, and are concerned only with reproduction. You'd get along fine with them, you have so much in common."

Emma ignored Kitty's barb; even out of her diamond form her skin could be pretty thick. "Kitty, I wish to discuss something with you."

"Yeah, well, you're about the last person I want to talk to right now," Kitty started, but Emma raised her hand, a sly smile on her lips.

"Very well," she answered. "I'll talk. What I have to say is vital, for yourself and for the Institution."

Kitty sighed morosely and relaxed somewhat. "I'm listening," she told Emma blankly.

Emma nodded as she began. "I think I can express my point best with a story..." Kitty groaned, but said nothing, as Emma began to speak...

* * *

_Once upon a time_ (Emma's story began) _a great caliph ruled over a small principality in Arabia. Mighty in battle, wise in council, just and compassionate in judgement, he was beloved by his people and his land prospered. However, he had one weakness; he loved to collect treasures. Rare antiquities, priceless artworks, elaborate clockwork toys, the rarer and finer the treasure, the more he coveted it. As a result, his palace had become a veritable museum._

_One day his principality was visited by Hakim. Hakim was a most skilled grifter and bandit, and especially excelled as a con artist. He had heard of the caliph's love of treasures, and saw in that weakness a means to make himself rich beyond his wildest dreams. Enlisting a friend of his, he had rigged a sophisticated series of pulleys and thin ropes to an old Persain carpet, then set out to the palace._

_In the guise of a peddler, he greeted the guard at the front gate, saying "I have come from a far kingdom, to seek an audience with your Caliph."_

_"Begone, desert rat," the guard shouted. "You have no business here!"_

_"Please, my good sir," Hakim spoke reverently. "If you would please inform the caliph, he would be most rewarded to speak with me. I come bearing a great treasure, one that he would be most interested in observing."_

_The guard thought for a moment, and then told Hakim, "You will wait here." The guard then left his post to speak with the Caliph._

_Ten minutes later, the Caliph stood at the door, greeting the shabbily dressed peddler. "What is the meaning of this intrusion, peasant?" the Caliph asked. "What 'treasure' do you truly have?"_

_"Only this," Hakim snapped his fingers, and the rug seemed to lower itself from high in the air to the ground at Hakim's feet. "Behold, oh Serene Highness," Hakim declared, "the only true flying carpet in all of existance!" He sat in lotus position on the carpet and snapped his fingers again, and the carpet rose four feet in the air, bearing Hakim's weight. "With this as your transport," Hakim continued, "you may travel the length and breadth of your kindgom in a twinkling. The journey from here to Mecca, a matter of hours!"_

_"Wonderful!" cried the Caliph. "I must have it! Name your price!"_

_"Only a hundred-thousand gold coins, oh Radiant Majesty."_

_Within minutes the bargain was struck, and Hakim presented the carpet(removed from the thin ropes that he and his friend had rigged to raise it into the air) to the Caliph. The Caliph immediately unrolled the carpet and was about to sit on it, when Hakim stopped him. "Forgive me, oh Splendid Prince," he exclaimed, "but there is one flaw in the weave of this carpet, that affects the magic that allows it to fly."_

_"Are you cheating me, Hakim?" the Caliph asked._  
_  
"Not at all, oh Great Majesty," Hakim answered hastily. "The carpet will fly and transport you to anywhere you desire...but only if you don't think about elephants." With that he took his leave of the Caliph, one hundred thousand gold pieces in his bag._

_And for the remainder of his reign, the Caliph was unable to make that carpet fly. And he couldn't bring himself to admit that he had been conned. For after all, he knew the carpet would indeed fly. If only he could stop thinking about elephants.

* * *

_

As Emma finished her story, Kitty glared at her. "And this has to do with anything--what?"

"I just wish to point out," Emma answered imperiously, "that there is currently an elephant in the mansion's living room, one called Kitty Peter Rachel."

Kitty stared hard at Emma, her eyes and mouth both wide open. "How--how did you--"

"What happens in Vegas doesn't always stay in Vegas," Emma answered, a knowing gleam in flashing in her eyes. "Believe me, I wish I hadn't found out; the mental image of the three of you carrying on was so clear, I couldn't not sense it." As Kitty stood in pure shock, her mouth unable to make more than rudimentary sounds, Emma smiled with something that, in other people, would be akin to compassion. "Do not worry. I have no intention of telling anyone about your tryst. And no, I do not object to your--experimenting--so long as it does not affect your work, either as a member of the school administration or as an X-Man. All I ask is that you, Peter and Rachel work this out, whatever it is between the three of you. Otherwise, like the Caliph, you won't be able to stop thinking about that elephant."

Kitty stood incredulously as Emma spoke to her. She knew what had happened last week, but instead of holding it over her head, Emma was giving her surprisingly sage advice. "Why are you telling me this, Emma?" Kitty asked. "Why are you being so--nice to me?"

"Nice?" Emma chuckled. "It's simply a matter of respect. You are too good to let petty jealousy eat you from the inside. You're a fine councilor and teacher, and an asset to the X-Men. And if you tell Scott I said that," she added hurriedly, "I'll deny it!"

"Don't worry," Kitty smirked. "Your secret is safe with me."

"Just talk to Peter and Rachel, Kitty," Emma answered curtly. "For your sake, and for the sake of the school." As she strolled toward the airlock door, Emma paused and glanced back at Kitty. "And for the record, the three of you are amateurs. Two girls and one guy? During my time with the Hellfire Club, I witnessed, and sometimes participated in debaucheries that made your little tête-à-tête look like a Knights of Colombus meeting!" She closed the airlock behind her, leaving Kitty in a flustered state.

She hated to admit it, but Emma was right. Kitty needed to straighten things out with Peter and Rachel. And soon.

Before she lost both her lover and her best friend.

* * *

Peter had eaten his pizza and drunk his root beer without really tasting either. While his fellow teammates had celebrated their victory on the diamond and consoled the vanquished, he sat in the corner of the banquet area that Scott had reserved for the party, making only a token attempt at mingling with his friends. Even when Scott gave a speech honoring Peter as the X-Men's 'Most Valuable Player' for giving up only one run in nine innings of pitching, followed by his two-run homer, he merely tipped his oversized baseball cap in Scott's general direction, said his thank-you's to his team members, and sat back down.

He had spent most of the afternoon watching the front door of the pizza place, hoping against all hope to see Kitty arrive. She never came. Emma Frost had arrived reasonably late, making a curt apology to the others while kissing Scott on the lips, but not explaining her tardiness. Kurt had tried briefly to coax Peter into resolving a debate between himself and Sam Guthrie over whether Errol Flynn's Robin Hood could have beat Inigo Montoya in a swordfight, but Rachel politely drew the conversation away from Peter, recognizing his need for solitude. Later, Rachel had made a point of intercepting Logan, who had seemed determined to question Peter over Kitty's absence, but most of the rest of the team assumed that he was simply people-watching, perhaps seeking inspiration for his next painting, and left him alone.

Later, once the party had wound down and the revellers had returned to the mansion, Peter stood alone outside of his bedroom, lost in thought. _Okay, Piotr,_ he mentally weighed his options, _what are you going to do now? Do we charge ahead, like you did after Zsaji? Or do we try something completely different and think about the consequences of our actions?_

He smirked, chuckling ruefully at his phrasing of the dilemma in which he found himself. _Well, Rasputin, considering the last time you wanted to charge into telling Katya the truth, without even fully understanding the truth yourself... _He could hear his words of seven years previous coming back to haunt him; "I care for you deeply, Kitty, but the commitment isn't there." He remembered with a sick sensation in his gut, how he had caused her pain because he had wanted to be honest with her. All for the love of a dead woman whom he had known for less than a week, whose hold on him was, he had come to learn, influenced by her unwitting empathic coersion more than any true affection on his part.

The question remained. _Do I confront Katya while the matter is still fresh and risk accidently saying something that would break her heart all over again, or do I go to bed and rest my mind, in the hope that the dawn will bring a clearer perspective?_

_Sometimes, Comrade, to phrase the question is to know the answer._

His decision made, he opened his bedroom door and turned on the light...and stopped dead in his tracks at the surprising sight that awaited him.

Kitty was sitting in lotus position in the exact center of his bed, her hands folded in her lap, her head low and her eyes staring intently at her hands. Peter absently tried to remember whether he had locked his door before it occurred to him that even if he had it would be no barrier to Kitty.

"Hey, Peter," Kitty lifted her head, her eyes meeting Peter's. Her face was somewhat pale, her lips downturned, but her eyes were dry. Peter felt relieved that she hadn't been in his room crying all day. "I hope you don't mind my being here."

"Katya," Peter breathed gently as he closed the door, "you are always welcome here."

"Thanks," Kitty shifted slightly, her hands dropping to her sides as she pushed herself back, relaxing a little. "I wanted to apologize for my performance today. I was a cast-iron bitch and you deserve better than that."

Peter blinked at this unexpected development. "Nyet, Katya," he hastily interjected. "Don't apologize for being competitive. Scott assures me that a little, I believe he called it 'trash-talking', is normal for a friendly competition."

"No, Peter, that's not what I meant," Kitty interrupted. "It was...after the game, when I saw you and Rachel..."

Peter began to understand, and his first instinct was to scoop her up in his strong arms and murmur assurances to her, that she would always be the one he loved. He stifled that instinct immediately; in her defensive posture and her tone of voice, he could sense that she had something to say, and that her need to say her peace was greater than her need for his assurances. He nodded once, giving his silent consent for her to continue.

"Back when we were in Excalibur together," Kitty began, "Rachel and I became best friends. I had never felt that comfortable around a girl my age since Illyana, before..." she fell silent, unable to finish that sentence. "But there was still one little thing that bugged me about Rachel. The fact was that she was so gorgeous...how can I explain this?" She shook her head and twisted her hands together, trying to find the right words to express her insecurities.

"About a year or so after we formed Excalibur," she continued, "I visited this pub in Scotland. I was feeling pretty good, some hunky guys were giving me the eye. Even got in a little dancing. Then Rachel arrives, wearing that red leather jacket of hers. And suddenly I'm standing in the corner while all the guys who were watching me dance forget I'm even in the room. And I kinda got on Rachel's case about that. I was a bit jealous, I guess, but hey, can you blame me? With her body and that red hair of hers, Rachel'd be right at home on the cover of Maxim, standing between Evangelista and Watson-Parker. I don't blame her, not really. It's simply a fact that Rachel is a major hottie who can stop traffic just by wearing a t-shirt and jeans and, well, I have what's called a 'dancer's body'. In other words I look like two tangerines on an ironing board."

Peter listened to Kitty's words, and to her voice as she described herself; somewhat good humored but tenuous, fragile. So unlike the strong-willed, assertive young woman whom he had fallen in love with so many years ago. "And when you saw Rachel hugging me after the game..." Peter ventured gently.

"I was afraid that it'd be Zsaji all over again," Kitty admitted, frowning. "I had this mental image of you calling me 'Kitty' instead of 'Katya' and saying something to the effect of 'we can still be friends'."

Peter slowly moved away from the door and toward the bed. Sitting on the matress next to Kitty, he took her delicate hands in his large ones and stroked her palms gently with his fingers. "I feel as though I should be asking your forgivness," Peter admitted, "for not recognizing your fears. Considering my own petty jealousies over your friendship with Doug Ramsey, I hadn't considered that my friendship with Rachel--and I hasten to stress that it is no more than friendship--could be interpreted differently by the casual observer."

"Yeah, I guess we both made mistakes, forgetting about each others feelings," she agreed.

"For the record, Katya," Peter stated, his voice warm and low, "yes, I find Rachel to be very attractive. You would have to be blind not to see that. But you are the one to whom I've given my heart. And if I don't say it often enough, I apologize. But to me you are far more beautiful than either Evangelista or this Watson-Parker woman. Not to mention infinitely more sexy." He punctuated this last comment with a lascivious smirk that made Kitty giggle.

"You really don't think I'd be sexier with bigger boobs?" Kitty challenged, her mood and her voice more playful.

"Believe me, Katya," Peter smiled, waggling his eyebrows in an aproximation of a leer, "your body is proportioned perfectly. Larger breasts would be a waste." Peter let go of Kitty's hands and reached out to caress her cheek with feather-light touches. Kitty leaned happily into his palm, moving her hand over his, her lips straying on his palm.

"And besides," he whispered huskily, "I happen to like the taste of tangerines..." He slowly leaned forward, craning his head slightly, and Kitty closed her eyes as the kiss began---

_Kitty stood in the middle of the wheat field, feeling the weight of the pitchfork in her hand, sweat plastering the tank-top to her body. She dug at the ground with the fork, loosening the soil to allow the threshing machine behind her to more easily harvest the wheat. The harvest was plentiful this year, and she and her friends and comrades were satsified with their work, that their land would prosper--_

_"PETER, LOOK!" someone shouted from the fields. "YOUR SISTER!"_

_Kitty turned, dropping the pitchfork. She saw it at once; the runaway tractor, barreling down the hill, the blond-haired child playing blissfully, not knowing her life was in peril. Without a second's hesitation, Kitty ran toward the child, pushing herself to the limit to snatch the girl from harm's way. Her body hardened as she ran, her body shining like chrome steel in the sun. She grabbed the child in her strong arms, but was unable to clear the tractor in time. With one last desperate surge of strength, she threw her fist forward, effectively halting the metel behemoth in its tracks._

_As she surveyed the wrecked tractor parts, she held Illyana tightly to her, relieved that she was safe. Suddenly her relief was intruded by a voice that she had never heard before, ringing clearly through her head:_

_"Peter Rasputin. I wish to talk to you---"_

Kitty felt herself falling backward, until her back bumped into the headboard. Shaking herself, she blinked furiously and turned her head, her eyes scanning the surroundings. She breathed a sigh of relief when she realized she was back in Peter's bedroom. Peter backed away for a second, his eyes widening in surprise.

"What...just...happened?" Kitty asked. From Peter's slack-jawed expression she surmised that he had a similar experience to hers. "Peter, did you see the wheat field?"

"Wheat field?" Peter asked, somewhat dazed. He shook his head briefly, collecting his thoughts. "Nyet, Katya. But I was...somewhere else. It was like a waking dream; I knew it wasn't real, but it felt real. I was in a house, and while it felt familiar it didn't look that way. I was on the top of a stairway, watching a couple arguing. I saw Emma Frost, she had just left the house. And I had a terrible headache. I made my way to a bed, wishing the headache would go away..."

"And when you woke up you were in the kitchen, right?" Kitty nodded as Peter's story registered in her memory. "Peter, that's the first time I phased. And I had a similar waking dream. I was in a wheatfield, helping with the harvest, when I saw a tractor barreling down on a young girl. I charged after the girl to pull her out of harm's way, and when I got to her, I ended up smashing the tractor. My arms were steel! And the girl--the girl was Illyana!"

"Boshe moi," Peter breathed. "I remember that moment as though I had just lived it. It was the day I first met Professor Xavier."

"And the day I fell through the kitchen ceiling," Kitty realized, "was the day I first met the Professor. And Ororo and Logan." She chuckled for a second, blushing prettily. "And you. I remember wondering who that neat looking guy pushing the wheelchair was."

"I remember that day as well," Peter smiled warmly at Kitty, his hand reaching for Kitty's. "I remember first seeing this lovely young child and thinking how pretty she was. I had no idea that this girl would proceed to turn my life upside-down."

Kitty couldn't help but blush even more at Peter's words. "Yeah, I guess both our lives changed because of the X-Men. But that doesn't explain why we're suddenly file-sharing each others' memories." This little mystery both baffled and annoyed Kitty; considering what she and Peter were doing before their shared memories occurred, Kitty had reasoned that by this time they should be topless or completely naked, and in the advanced stages of foreplay.

"Indeed," Peter nodded. "Is this some kind of psychic illusion, like Mastermind, or a mental link of some sort, like..." Peter's voice tapered off suddenly as a random causal connection occurred to him. "Rachel," he uttered slowly. "Like what happened to us last week…"

Kitty blinked furiously at the mention of her friend's name. "Uh, Peter, you and Rachel after the game. Did she say something to you?"

"Da," Peter answered, his mind casting back to the post-game celebrations. "She said that I should give you some time to cool down, but that we still needed to talk. And then she--she touched my head. All she would say to me was 'you'll find out'. Why do you ask?"

"The other day I asked her about that mental bond thing she did when the three of us were making love," Kitty mused. "How I could feel yours and Rachel's orgasms along with my own..."

"I had broached that subject a few days ago myself," Peter admitted. "But what made you think..."

Epiphany slowly rose over the heads of the two lovers, bringing a strange lightheadedness, like breathing in rarified air. Kitty and Peter began to giggle, as Kitty voiced the conclusion to which they both arrived; "That little minx! She psi-bonded us!"

"Like the bond Scott and Jean used to share," Peter nodded. "But why did she feel it was necessary?"

"Maybe because we X-Men are notorious for not communicating our feelings," Kitty realized. "She must have figured that, left to our own devices we'd sit alone and brood until we ended up snapping at each other."

"Much like Remy and Rogue half the time," Peter acknowledged.

"My favorite soap," Kitty grinned. As she and Peter sat in silence, the enormity of Rachel's gift dawned on them, leaving them awed.

"Wow," Kitty breathed, summing up the emotions they both felt and shared. "This could take some getting used to."

"Given the training that Professor Xavier had given us in shielding our minds from psychic attack," Peter reached toward Kitty, scooping her in his arms in a comforting bear hug, "I do not think that we have to worry about sharing each others' thoughts." Touching his lips to her forehead, he added mentally, _And for what it's worth, I believe I would enjoy being inside your head. _

_Yeah, _Kitty agreed, her own lips slowly raining soft warm kisses on Peter's face, chin and neck, _I could get used to seeing the world through your eyes myself. _As her body relaxed under Peter's strong but gentle hands, Kitty commented _We really should do something nice for Rachel. _

_Isn't that how we got here in the first place? _Peter quipped, causing Kitty to lean back in startlement, an expression of mock fury on her face. "Not that nice, you doofus," she spoke loudly. "From now on, you, Peter Rasputin, are a one-woman man!"

"Indeed," Peter growled huskily, a feral gleam of desire lighting his eyes as he playfully tackled Kitty, his legs pinning Kitty to the mattress as they gleefully fumbled with buttons, zippers and catches.

Their passion was heightened by the psychic connection they now shared, but beyond the physical rapture they now experienced together a deeper sensation emerged. Even after their bodies were finally sated and they lay in each others' arms, relishing the skin-to-skin contact, their minds still hungered for communion. Wordlessly, almost without movement they shared fond memories, reveled in forgotten pleasures of childhood, consoled each other for past hurts, and revealed secret fantasies. Peter and Kitty not only shared the deepest parts of their souls with each other, they both saw themselves through each others' eyes.

Peter was amused at Kitty's image of him; at once dashing, strong, heroic, yet also kind and gentle. A broad-chested figure with a body that Michaelangelo might have carved out of marble, but with a warm, animated face. The fact that Kitty's dream-image of Peter was dressed as a pirate, with a cutlass in one hand and a spyglass in the other, standing gallantly atop the tall mast of a sailing vessel struck him as amusing, and very flattering.

Kitty, for her part, was stunned by Peter's image of her; an elfin woman dancing in an enchanted glade, at once both demure and ferocious; equal parts angel and tomboy, ninja and loving wife. A princess from a fantasy novel, riding on the back of a powerful dragon, her stance both mighty and delicate. By turns a lover, a warrior and a protector.

"My God..." Kitty whispered, awed by what she saw in Peter's mind. "I never saw myself that way...I never saw me as being so beautiful..."

Peter extended the tip of his finger to Kitty's face to wipe away a single tear. "It is who you are, Katya," Peter breathed. "Strength and grace, courage and compassion. To me you are all these things."

"Just as you have always been my hero," Kitty confessed, her eyes shining with joyous tears. "My knight, my champion, my beloved…" Peter gathered Kitty again in his arms, smoothing his hands against the soft skin of her lower back, calming her soul with thoughts of love.

Nothing else was spoken for the rest of the night, nor was such communication needed. Wordlessly, Peter slipped off the bed long enough to retrieve a small ring box from his nightstand. He opened the case, revealing a diamond ring that Kitty recognized (although she had never seen the ring before) as a family heirloom that once belonged to Peter's grandmother Svetlana, and that his family had somehow hidden from the Socialist government all these years.

Silently she trembled as Peter slipped the ring on her finger, gazing at the small but flawless diamond, realizing that she and Peter were now officially engaged. Although Kitty found herself thinking (and Peter followed that thought behind her) that the wedding, when it occurred, apart from being a public affirmation of their love, would be superfluous.

In the truest sense of the word, Kitty and Peter both realized simultaneously and to their great joy, they were already married.

* * *

Epilogue;

Rachel made a point of avoiding Peter's bedroom, as the mental vibes of the passion he shared with Kitty still ebbed and flowed from the immediate area long into the night. She glanced in the general direction of the bedroom with a lingering look, remembering what was, and would never be again. She smiled at the realization that she would never lose her closest friends. "C'mon, Lockheed," Rachel addressed the small violet dragon draped around her neck, "let's go rustle up some kibble." The small bat-winged creature stretched contentedly. His mistress was happy and his belly would soon be full, that's all that mattered to him.

As Rachel made her way to the kitchen, she noticed Kurt's lithe figure poking his head in the refrigerator, rooting throught the meat drawer for sandwich fixings. "Hey, Kurt," Rachel greeted the suave German elf. "Putting together a midnight snack?"

"Guten abend, mein Freunde," Kurt stood up from the fridge, balancing a half-pound of deli-shaved roast beef and a jar of stoneground mustard. "What a fetching stole," he teased the redhead.

"Yeah, Kitty's with Peter tonight, so I'm dragon-sitting," she explained.

"Ah, it's good that they're working out whatever's wrong with them."

Rachel turned toward Kurt, surprise in her features. "You could tell something was wrong with them?"

"No more than anyone else," Kurt admitted. "She seemed a trifle brusque with him after the game today. I figure it was just losing that pitcher's duel. But I'm sure they'll pull through splendidly." As he fetched a loaf of rye bread, Kurt asked, "Would you two care for a sandwich?"

Rachel glanced at the creature that was still hanging over her shoulders. "Whaddya say, dragon, you hungry?" Lockheed nodded his great head enthusiastically. "Uh, no mustard for the dragon, Elf. Kitty told me that he doesn't like mustard."

"Yes, I was there when he stuck his snout into a jar of prepared yellow," Kurt groaned silently. "Couldn't control his fire for an hour after that--ended up trashing the toaster and a few potted plants." As he spread some mayonaise over the bread, he added, "Oh, and if I didn't get the chance to say so earlier, congratulations on a well-fought contest. You and Peter deserve the win."

"Thanks, Kurt," Rachel answered. "Hey, you care for something to wash that sandwich down?"

"A capital idea," Kurt grinned.

"Why thank you, kind sir," Rachel chuckled briefly as she pulled the over-haughty dragon off of her shoulders and onto the table. Rachel opened the refrigerator door and took a gander at the contents. "Let's see, there's diet cola, orange juice, Logan's private stock--touch without his permission and you shall reap the whirlwind--and some of that guarna-taurine energy drink that Kitty likes. Tastes like carbonated cough syrup to me, but..."

"I believe I have some Reisling on the back of the upper left shelf," Kurt suggested as he spread a dollop of mustard over his bread. And an excellent vintage, if I do say so myself. Care to share a bottle?"

"Maybe a dram," Rachel nodded, making a mental note to keep in moderation. She withdrew the bottle, closed the fridge door and fetched two pieces crystal stemware. As Kurt placed the three sandwiches on the table and Lockheed tucked in to his meal ravenously, Rachel handed Kurt a glass which he accepted gladly. "Dragons," he quipped as he watched the alien being practically inhale his food. "No table manners anywhere."

"That's why they don't serve dragons at the 21 Club," Rachel answered. Lifting her glass, she toasted, "To Kitty and Peter. And to the annual Xavier Summer Classic. Today's been a gala day."

"Well, a gal a day's just fine with me," Kurt drawled, wagging his eyebrows furiously. "I don't think I could handle more than that."

"Was that 'Duck Soup'?" Rachel asked. Kurt lifted his head, his eyes widening in surprise. "Why yes it is," Kurt answered, his smile growing broader. "Never thought you were familiar with the Marx Brothers."

"You kiddin'?" Rachel smirked through a mouthful of roast beef. "Funniest line in any movie ever was in Animal Crackers, though I'm surprised the censors didn't catch it. Chico's about to start playing piano, when Grocho announces..."

"'The maestro will now play Somewhere My Loves Lies Sleeping, with a male chorus'!" Kurt joined Rachel as they happily chorused the infamous one-liner.

Rachel shrugged her shoulders, trying to control her giggling while she ate. "Should have known better than to try to stump the movie trivia master."

"Many have tried, meine schon Fraulein," Kurt quipped playfully.

Rachel smiled as she lifted her wineglass to her lips, gazing at Kurt over the rim. _Kitty'll never fogive me if I let this chance go. _A wicked smile lit her face.

"Say, Kurt," Rachel said quietly, "were you aware of the new revival house in downtown Salem, the Magic Lantern?"

Kurt glanced up from his sandwich and peered into Rachel's green eyes. "A revival house?" he asked.

"You know," Rachel purred, standing up from her seat and slipping behind the surprised devil-featured mutant. "A revival house, as in a theater that's not part of a multiplex or owned by a soulless conglomerate." She placed a featherlight fingertip on his shoulder, just long enough to enjoy the feel of his muscles reacting to her touch. "A theater that plays classic movies, on the wide screen, in front of an audience, in stereo, the way movies were meant to be seen." Leaning down so her lips were next to Kurt's pointed ear, she whispered, "Next Saturday they're doing a late-night Errol Flynn double-bill. Captain Blood and The Adventures of Robin Hood."

Kurt turned his head slowly toward Rachel, her green eyes flashing with mischief, and with something that almost looked like lust. "Mrs Robinson," Kurt quipped, trying to mask his suddenly racing pulse behind a facade of nonchalance, "I believe you are trying to seduce me."

"Dustin Hoffman, 'The Graduate'," Rachel replied. "And I am. So, me and Errol, you free? Maybe I'll let you take me dancing later?"

Kurt's cavilier grin was tinged with sheer delight, and perhaps some lust of his own. "Why, I could dance with you 'til the cows come home! On second thought--"

"I'll dance with the cows 'til you come home!" Rachel gleefully joined in with Kurt. The initial tension of officially asking Kurt for a date broken, Rachel allowed herself to relax, to be comfortable with Kurt as they finished their sandwiches and wine, discussing favorite movie moments, and then moving onto other likes and dislikes.

As she returned to her bedroom in the wee small hours Rachel gave one last passing thought to Peter Rasputin and Kitty Pryde. She smiled, recalling their one night of passion, that crazy wonderful night that could have destroyed them, but instead restored them. Even with her telepathy off and her thoughts masked, she was aware of the sea-change that took place between her two best friends. Kate Rasputin, she thought absently, recalling another world, another lifetime, where a much older and sadder Kate Rasputin taught her survival in a New York that had become Hell on Earth.

_Here's hoping you two have better luck in this world,_ Rachel thought. _God knows you've earned some happiness. _Her thoughts turned again to Kurt Wagner, and the sudden change in their relationship. _And so do we. Oh Kurt, my sweet, gorgeous, sexy little elf, you don't stand a chance!_

Without bothering to undress, Rachel collapsed onto her bed and drifted off pleasantly; her sound sleep interrupted only by dreams of a handsome German cavilier who rescued her from a terrible snarling monster, assuring her that his intentions were honorable.

Mostly.

* * *

Author's Notes: Much thanks for all the feedback. This has been a different experience for me. As much as I enjoy a good smut piece, I think that eroticism is better when it's well written, with as much attention paid to the characterization and setting(or even more) as to the physical aspect.

Jeremy, I for one sincerely hope that you don't give up your work. You're definitely a fine writer(I wish I could write action scenes as well as you've done so far in "Deathless") and your stories are always must-reads when I see them. As for my taking your ideas and running with them, to quote Sir Isaac Newton, "If I have seen farther, it is because I have stood on the shoulders of giants."

After I wrote the epilogue for this story, I learned about the death of Anne Bancroft, the actress best remembered for playing the seductive Mrs. Robinson in the movie "The Graduate". To her memory, I dedicate this chapter.

And here's to you, Mrs Robinson. Jesus loves you more than you will know...


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